NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note |
1 – NATURE OF OPERATIONS |
The Reserve Petroleum Company, a Delaware corporation, is an independent oil and gas company engaged in oil and natural gas exploration and development and minerals management with areas of concentration in Texas, Oklahoma, Kansas, Arkansas and South Dakota, a single business segment. The Company is also engaged in investments and joint ventures that are not significant business segments. Unless otherwise specified or the context otherwise requires, all references in these notes to “the Company” are to The Reserve Petroleum Company and its consolidated wholly owned subsidiary, Trinity Water Services, LLC (“TWSOK”), an Oklahoma limited liability company. TWSOK was formed in March 2021 to provide initial capital, including the purchase of water well drilling equipment and startup costs for TWS South, LLC (“TWSTX”), a Texas limited liability company that is consolidated into TWSOK.
Note | 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
Basis of Presentation of Consolidated Financial Statements
The consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) and include the accounts of The Reserve Petroleum Company and its consolidated subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation.
Cash and Cash Equivalents
The Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents.
Investments
Marketable Securities:
The Company classifies its debt and marketable equity securities in one of two categories: equity or available-for-sale. Equity securities are bought and held principally for the purposes of selling them in the near term. All other securities are classified as available-for-sale debt securities. Equity securities and available-for-sale debt securities are recorded at fair value. Unrealized gains and losses on equity securities are reported in current earnings. Unrealized gains and losses on available-for-sale debt securities, which consist entirely of U.S. Government securities, are reported as a component of other comprehensive income when significant to the consolidated financial statements. There were no significant cumulative unrealized gains or losses on available-for-sale debt securities at of December 31, 2021 or 2020.
Equity Method and Other Investments:
The Company accounts for its non-marketable investments in limited liability companies on the equity method if ownership allows the Company to exercise significant influence.
Other investments, without readily determinable fair values, that are not accounted for under the equity method are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Management reviews our other investments and the underlying projects and activity periodically and assesses the need for any impairment. Management does not believe any investments need to be impaired at the present time.
See Note 7 for additional information on investments.
Receivables and Revenue Recognition
Oil and gas sales and resulting receivables are recognized when the product is delivered to the purchaser and title has transferred. Sales are to credit-worthy major energy purchasers with payments generally received within 60 days of transportation from the well site. Historically, the Company has had little, if any, uncollectible receivables; therefore, an allowance for uncollectible accounts has not been provided.
The Company’s revenues are primarily derived from its interests in the sale of oil and natural gas production. Each barrel of oil or thousand cubic feet of natural gas delivered is considered a separate performance obligation. The Company recognizes revenue from its interests in the sales of oil and natural gas in the period that its performance obligations to provide oil and natural gas to customers are satisfied. Performance obligations are satisfied when the Company has no further obligations to perform related to the sale and the customer obtains control of product. The sales of oil and natural gas are made under contracts which the third-party operators of the wells have negotiated with customers, which typically include variable consideration that is based on pricing tied to local indices and volumes delivered in the current month. The Company receives payment from the sale of oil and natural gas production from one to three months after delivery. At the end of each month, as performance obligations are satisfied, the variable consideration can be reasonably estimated and amounts due from customers are accrued in accounts receivable in the consolidated balance sheets. Variances between the Company’s estimated revenue and actual payments are recorded in the month the payment is received; however, differences have been and are insignificant. Accordingly, the variable consideration is not constrained. A portion of oil and gas sales recorded in the consolidated statements of operations are the result of estimated volumes and pricing for oil and gas products not yet received for the period. For the periods ending December 31, 2021 and 2020, that estimate represented approximately $584,336 and $232,860, respectively, of accrued oil and gas sales included in the consolidated statements of operations.
The Company’s contracts with customers originate at or near the time of delivery and transfer of control of oil and natural gas to the purchasers. As such, the Company does not have significant unsatisfied performance obligations.
The Company’s oil is typically sold at delivery points under contract terms that are common in our industry. The Company's natural gas produced is delivered by the well operators to various purchasers at agreed upon delivery points under a limited number of contract types that are also common in our industry. However, under these contracts, the natural gas may be sold to a single purchaser or may be sold to separate purchasers. Regardless of the contract type, the terms of these contracts compensate the well operators for the value of the oil and natural gas at specified prices, and then the well operators will remit payment to the Company for its share in the value of the oil and natural gas sold.
The Company’s disaggregated revenue has two primary revenue sources which are oil sales and natural gas sales. The following is an analysis of the components of oil and gas sales:
| | Year Ended December 30, | |
| | 2021 | | | 2020 | |
Oil Sales | | $ | 5,905,936 | | | $ | 2,585,896 | |
Natural Gas Sales | | | 2,628,472 | | | | 1,283,011 | |
Miscellaneous Oil and Gas Product Sales | | | 500,132 | | | | 126,167 | |
| | $ | 9,034,540 | | | $ | 3,995,074 | |
The Company recognizes revenue from lease bonuses when it has received an executed lease agreement with a third party transferring the rights to explore for and produce any oil or gas they may find within the terms of the lease, the payment has been collected and the Company has no obligation to refund the payment. The Company recognizes the lease bonus as a cost recovery with any excess above its cost basis in the mineral properties being treated as income. Service revenue primarily relates to water well drilling and related activities and is recognized, based on the Company’s right to invoice as services are performed.
Property, Plant and Equipment
Oil and gas properties are accounted for on the successful efforts method. The acquisition, exploration and development costs of producing properties are capitalized. The Company has not historically had any capitalized exploratory drilling costs that are pending determination of reserves for more than one year. All costs relating to unsuccessful exploratory wells, geological and geophysical costs, delay rentals and abandoned properties are expensed. Lease costs related to unproved properties are amortized over the life of the lease and are assessed for impairment when indicators of impairment are present. Any impairment of value is charged to expense.
The Company assesses its proved oil and gas properties for impairment whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. Such events include, but are not limited to, declines in commodity prices, increases in operating costs, unfavorable reserve revisions, poor well performance, changes in development plans and potential property divestitures. The impairment test compares undiscounted future net cash flows to the assets’ net book value. These undiscounted cash flows are driven by significant assumptions, including the Company’s expected future development activity, reserve estimates, forecasted pricing, future operating costs, capital expenditures and severance taxes. If the net capitalized costs exceed undiscounted future net cash flows, then the cost of the property is written down to fair value utilizing a discounted future net cash flow analysis.
Depreciation, depletion and amortization of producing properties is computed on the units-of-production method on a property-by-property basis. The units-of-production method is based primarily on estimates of proved reserve quantities. Due to uncertainties inherent in this estimation process, it is at least reasonably possible that reserve quantities will be revised in the near term. Changes in estimated reserve quantities are applied to depreciation, depletion and amortization computations prospectively.
Other property and equipment are depreciated on the straight line, declining balance, or other accelerated method as appropriate.
The following estimated useful lives are used for property and equipment:
Office furniture and fixtures | 5 | to | 10 years |
Automotive equipment | 5 | to | 8 years |
Income Taxes
The Company utilizes an asset/liability approach to calculating deferred income taxes. Deferred income taxes are provided to reflect temporary differences in the basis of net assets and liabilities for income tax and financial reporting purposes. Deferred tax assets are reduced by a valuation allowance if a determination is made that it is more likely than not that some or all the deferred assets will not be realized based on the weight of all available evidence.
The Company recognizes a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, based upon the technical merits of the position. The Company will record the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with taxing authorities.
The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. There were no uncertain tax positions as of December 31, 2021 and 2020. The federal income tax returns for 2018, 2019 and 2020 are subject to examination. See Note 6 for discussion of income taxes.
Earnings Per Share
Accounting guidance for Earnings Per Share (EPS) establishes the methodology of calculating basic earnings per share and diluted earnings per share. The calculations of basic earnings per share and diluted earnings per share differ in that instruments convertible to common stock (such as stock options, warrants and convertible preferred stock) are added to weighted average shares outstanding when computing diluted earnings per share. For 2021 and 2020, the Company had no dilutive shares outstanding; therefore, basic and diluted earnings per share are the same.
Concentrations of Credit Risk and Major Customers
The Company’s receivables relate primarily to sales of oil and natural gas to purchasers with operations in Texas, Oklahoma, Kansas and South Dakota. The Company had two purchasers in 2021 whose total purchases were 35% of total oil and gas sales and one purchaser in 2020 whose purchases were 17% of total oil and gas sales.
The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits. The Company has not experienced any losses in such accounts and believes that it is not exposed to any significant credit risk with respect to cash and cash equivalents.
The Company’s investment in marketable equity securities consists of equity interests in both U.S. and international entities involved in a broad range of industries. These marketable equity securities are subject to overall market risks, which could result in a temporary or permanent decline in the fair value of these securities.
Use of Estimates
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates include oil and natural gas reserve quantities that form the basis for the calculation of amortization and impairment of oil and natural gas properties. Management emphasizes that reserve estimates are inherently imprecise and that estimates of more recent reserve discoveries are more imprecise than those for properties with long production histories. Actual results could differ from the estimates and assumptions used in the preparation of the Company’s consolidated financial statements.
Gas Balancing
Gas imbalances are accounted for under the sales method whereby revenues are recognized based on production sold. A liability is recorded when the Company’s excess takes of natural gas volumes exceed our estimated remaining recoverable reserves (over-produced). No receivables are recorded for those wells where the Company has taken less than our ownership share of gas production (under-produced).
Guarantees
At the inception of a guarantee or subsequent modification, the Company records a liability for the fair value of the obligation undertaken in issuing the guarantee. The Company records a liability for its obligations when it becomes probable that the Company will have to perform under the guarantee. The Company has issued guarantees associated with the Company’s equity method investments. See Note 7 for discussion of equity investments.
Asset Retirement Obligation
The Company records the fair value of its estimated liability to retire its oil and natural gas producing properties in the period in which it is incurred (typically the date of first sales). The estimated liability is calculated by obtaining current estimated plugging costs from the well operators, inflating it over the life of the property and discounting the estimated obligation to its present value. Current year inflation rate used is 4.08%. When the liability is first recorded, a corresponding increase in the carrying amount of the related long-lived asset is also recorded. Subsequently, the asset is amortized to expense over the life of the property and the liability is increased annually for the change in its present value, which is currently 3.25%.
The following table summarizes the asset retirement obligation for 2021 and 2020:
| | 2021 | | | 2020 | |
Beginning balance at January 1 | | $ | 1,810,729 | | | $ | 1,821,527 | |
Liabilities incurred | | | 400,801 | | | | --- | |
Liabilities settled (wells sold or plugged) | | | (17,004 | ) | | | (25,205 | ) |
Accretion expense | | | 43,814 | | | | 45,649 | |
Revision to estimate | | | 121,486 | | | | (31,242 | ) |
Ending balance at December 31 | | $ | 2,359,826 | | | $ | 1,810,729 | |
Reclassifications
Certain amounts in the 2020 financial statements have been reclassified to conform to the 2021 presentation. The amounts were not material to the financial statements and had no effect on previously reported net loss.
Note |
3 – DIVIDENDS PAYABLE |
Dividends payable includes amounts that are due to stockholders whom the Company has been unable to locate, stockholders’ heirs pending ownership transfer documents, or uncashed dividend checks of other stockholders. Funds required to satisfy dividends payable are held in custody of the Company’s transfer agent and are included in Other Assets on the Company’s consolidated balance sheets.
27
The following table summarizes the changes in common stock issued and outstanding:
| | Shares Issued | | | Shares of Treasury Stock | | | Shares Outstanding | |
January 1, 2020, $.50 par value stock, | | | | | | | | | | | | |
200,000 shares authorized | | | 184,735 | | | | 28,120 | | | | 156,615 | |
Purchase of stock | | | --- | | | | 20 | | | | (20 | ) |
| | | | | | | | | | | | |
December 31, 2020, $.50 par value stock, | | | | | | | | | | | | |
200,000 shares authorized | | | 184,735 | | | | 28,140 | | | | 156,595 | |
Purchase of stock | | | --- | | | | 422 | | | | (422 | ) |
| | | | | | | | | | | | |
December 31, 2021, $.50 par value stock, | | | | | | | | | | | | |
200,000 shares authorized | | | 184,735 | | | | 28,562 | | | | 156,173 | |
Note |
5 – MARKETABLE SECURITIES |
At December 31, 2020, available-for-sale debt securities, consisting entirely of U.S. government securities, were due within one year or less by contractual maturity.
For equity securities, in 2021 the Company recorded realized gains of $176,858 and unrealized gains of $396,773. In 2020 the Company recorded realized gains of $136,555 and unrealized gains of $296,920.
Components of deferred taxes are as follows:
|
|
December 31, |
|
|
|
2021 |
|
|
2020 |
|
Assets: |
|
|
|
|
|
|
|
|
Payables |
|
$ |
13,306 |
|
|
$ |
--- |
|
Net Leasehold Reserves |
|
|
164,509 |
|
|
|
144,013 |
|
Long-Lived Asset Impairment |
|
|
1,163,085 |
|
|
|
1,059,416 |
|
Deferred Geological and Geophysical Expense |
|
|
77,149 |
|
|
|
13,073 |
|
Unrealized Equity Securities and Capital Gains |
|
|
123,336 |
|
|
|
--- |
|
Asset Retirement Obligation |
|
|
347,850 |
|
|
|
313,296 |
|
Other |
|
|
--- |
|
|
|
3,210 |
|
Total Assets |
|
|
1,889,235 |
|
|
|
1,533,008 |
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Receivables |
|
|
122,711 |
|
|
|
48,901 |
|
Intangible Drilling Costs |
|
|
1,437,150 |
|
|
|
1,374,233 |
|
Unrealized Equity Securities and Capital Losses |
|
|
--- |
|
|
|
43,295 |
|
Depletion and Depreciation |
|
|
745,716 |
|
|
|
489,402 |
|
Investments |
|
|
122,999 |
|
|
|
129,731 |
|
Other |
|
|
11,979 |
|
|
|
16,073 |
|
Total Liabilities |
|
|
2,440,555 |
|
|
|
2,101,635 |
|
Net Deferred Tax Asset/Liability |
|
$ |
(551,320 |
) |
|
$ |
(568,627 |
) |
28
The following table summarizes the current and deferred portions of income tax provision/(benefit):
|
|
Year Ended December 31, |
|
|
|
2021 |
|
|
2020 |
|
Current Tax Provision/(Benefit): |
|
|
|
|
|
|
|
|
Federal |
|
$ |
(38,552 |
) |
|
$ |
(185,731 |
) |
State |
|
|
970 |
|
|
|
176 |
|
Total Current Benefit |
|
|
(37,582 |
) |
|
|
(185,555 |
) |
Deferred Tax Benefit |
|
|
(17,307 |
) |
|
|
(348,738 |
) |
Total Benefit |
|
$ |
(54,889 |
) |
|
$ |
(534,293 |
) |
The total income tax provision/(benefit) expressed as a percentage of income before income tax was -5% for 2021 and 21% for 2020. These amounts differ from the amounts computed by applying the statutory U.S. federal enacted income tax rate of 21%for 2021 and 2020 as summarized in the following reconciliation:
|
|
Year Ended December 31, |
|
|
|
2021 |
|
|
2020 |
|
Computed Federal Tax Provision/(Benefit) |
|
$ |
251,036 |
|
|
$ |
(523,015 |
) |
Increase (Decrease) in Tax from: |
|
|
|
|
|
|
|
|
Allowable Depletion in Excess of Basis |
|
|
(148,538 |
) |
|
|
--- |
|
Federal Tax Carrybacks |
|
|
(118,534 |
) |
|
|
--- |
|
Dividend Received Deduction |
|
|
(38,269 |
) |
|
|
(891 |
) |
State Income Tax Provision |
|
|
970 |
|
|
|
176 |
|
Other |
|
|
(1,554 |
) |
|
|
(10,563 |
) |
Income Tax Benefit |
|
$ |
(54,889 |
) |
|
$ |
(534,293 |
) |
Effective Tax Rate |
|
|
-5 |
% |
|
|
21 |
% |
Excess federal percentage depletion, which is limited to certain production volumes and by certain income levels, reduces estimated taxable income projected for any year. When a provision for income taxes is recorded, federal excess percentage depletion benefits decrease the effective tax rate. When a benefit for income taxes is recorded, federal excess percentage depletion benefits increase the effective tax rate. The benefit of federal excess percentage depletion is not directly related to the amount of pre-tax income recorded in a period. Accordingly, in periods where a recorded pre-tax income is relatively small or a pre-tax loss, the proportional effect of these items on the effective tax rate may be significant.
Note |
7 – EQUITY METHOD AND OTHER INVESTMENTS AND RELATED COMMITMENTS AND CONTINGENT LIABILITIES INCLUDING GUARANTEES |
The Company’s Equity Method Investments include:
Broadway Sixty-Eight, LLC (“Broadway 68”), an Oklahoma limited liability company, with a 33% ownership. Broadway 68 owns and operates an office building in Oklahoma City, Oklahoma. The Company leases its corporate office from Broadway 68 on a month-to-month basis under the terms of the modified lease agreement. Rent expense for lease of the corporate office from Broadway 68 was approximately $36,000 for 2021 and 2020. The Company’s investment in Broadway 68 totaled $141,457 and $142,917 at December 31, 2021 and 2020, respectively.
Broadway Seventy-Two, LLC (“Broadway 72”), an Oklahoma limited liability company, with a 40% ownership, was acquired March 29, 2021. Broadway 72 owns and operates a commercial building in Oklahoma City, Oklahoma. The Company’s investment in Broadway 72 totaled $948,693 at December 31, 2021.
Grand Woods Development, LLC (“Grand Woods”), an Oklahoma limited liability company, with a 47% ownership, was acquired in 2015. Grand Woods owns approximately 26.56 acres of undeveloped real estate in northeast Oklahoma City. The Company has guaranteed $1,200,000 of a $1,579,500 development loan (“the Loan”) that matures on November 23, 2026. The intent of the Grand Woods investment manager and investors is that proceeds from the sale of all, or part of, the property can be used to reduce or eliminate the loan. The Company does not anticipate the need to perform on the guarantee of the loan prior to a sale of property. The Company also holds notes receivable of $472,445 from Grand Woods, which are subordinate to the loan and will be paid upon the sale of property and payment of the loan. The Company’s investment in Grand Woods totaled$56,288 and $179,615 at December 31, 2021 and 2020, respectively.
QSN Office Park, LLC (“QSN”), an Oklahoma limited liability company, with a 20% ownership, was acquired in 2016. QSN is constructing and selling office buildings in a new office park. The Company has guaranteed 20% of a $1,100,000 development loan that matures July 15, 2023 and 20% of a $550,000 construction loan that matures March 9, 2027. The Company’s investment in QSN totaled $279,763 and $282,459 at December 31, 2021 and 2020, respectively.
The Company’s Other Investments primarily include:
Bailey Hilltop Pipeline, LLC (“Bailey”), with a 10% ownership, was acquired in 2008. Bailey is a gas gathering system pipeline for the Bailey Hilltop Prospect oil and gas properties in Grady County, Oklahoma. The Company’s investment in Bailey totaled $77,377 and $80,377 at December 31, 2021 and 2020, respectively.
Cloudburst International, Inc. (“Cloudburst”), with a 12.99% ownership, was acquired in 2019. Cloudburst owns exclusive rights to a water purification process technology that is being developed and currently tested. The Company’s investment in Cloudburst totaled $1,596,007 and $1,496,007 at December 31, 2021 and 2020, respectively.
Genlith, Inc. (“Genlith”), with a 5.15% ownership, was acquired in July 2020. Genlith identifies and structures investments in the new energy economy through corporate ventures, advisory and fund management. The Company’s investment in Genlith totaled $500,000 at December 31, 2021 and 2020.
Ocean’s NG (“Ocean”), with a 12.44% ownership, was acquired in 2015. Ocean developed underground Compressed Natural Gas (“CNG”) storage and delivery systems for retail sales of CNG. In May 2021, due to a shift in demand of CNG, Ocean entered into an agreement to sell existing patents. The Company’s share of that sale was $5,520, which resulted in a loss of $223,698 on the investment. The Company’s investment in Ocean totaled $0 and $229,218 at December 31, 2021 and 2020, respectively.
OKC Industrial Properties, LC (“OKC”), with a 10% ownership, was acquired in 1992. OKC originally owned approximately 260 acres of undeveloped land in north Oklahoma City and over time has sold all but approximately 23 acres. The Company’s investment in OKC totaled $82,482 and $69,482 at December 31, 2021 and 2020, respectively.
VCC Accern Investment, LLC (“VCC Accern”), with a 9.9% ownership, was acquired in September 2021. VCC Accern serves as a special purpose investment vehicle to hold an investment in Accern Corporation (“Accern”). Accern is a SaaS, no-code artificial intelligence (“AI”) platform that enables customers to build enterprise AI applications without having to write code or develop complex AI algorithms. The Company’s investment in VCC Accern totaled $50,458 at December 31, 2021.
VCC Beachy Investment, LLC (“VCC Beachy”), with a 4.29% ownership, was acquired in November 2021. VCC Beachy serves as a special purpose investment vehicle to hold an investment in Beachy Co. (“Beachy”). Beachy is a provider of SaaS reservation and mobile point of sale software solutions to the hospitality and leisure industry in the United States. The Company’s investment in VCC Beachy totaled $30,198 at December 31, 2021.
Victorum BHR2 Investment, LLC (“BHR2”), with a 16.3% ownership, was acquired in August 2021. BHR2 serves as a special purpose investment vehicle to hold an investment in Berry-Rock Capital, LP (“Berry-Rock”). Berry-Rock is a provider of a rent-to-own program for individuals unable to qualify for a mortgage. The Company’s investment in BHR2 totaled $300,754 at December 31, 2021.
VCC Homebase Investment, LLC (“VCC Homebase”), with a 7.29% ownership, was acquired in June 2021. VCC Homebase serves as a special purpose investment vehicle to hold an investment in Homebase, LLC (“Homebase”). Homebase is a smart apartment solution connecting buildings with future ready access control, internet, and property management. The Company’s investment in VCC Homebase totaled $100,337 at December 31, 2021.
VCC Mamenta Investment, LLC (“VCC Mamenta”), with a 4.17% ownership, was acquired in July 2021. VCC Mamenta serves as a special purpose investment vehicle to hold an investment in Mamenta, Inc. (“Mamenta”). Mamenta is a SaaS global commerce platform enabling brands and retailers from any country to expand internationally through a software, data management, and pre-connected multi-channel commerce network. The Company’s investment in VCC Mamenta totaled $45,193 at December 31, 2021.
30
Note |
8 – COSTS INCURRED IN OIL AND GAS PROPERTY ACQUISITION, EXPLORATION AND DEVELOPMENT ACTIVITIES |
All the Company’s oil and gas operations are within the continental United States. In connection with its oil and gas operations, the following costs were incurred:
|
|
Year Ended December 31, |
|
|
|
2021 |
|
|
2020 |
|
Acquisition of Properties: |
|
|
|
|
|
|
|
|
Unproved |
|
$ |
523,011 |
|
|
$ |
271,001 |
|
Proved |
|
|
1,016,716 |
|
|
|
--- |
|
Exploration Costs |
|
|
580,272 |
|
|
|
413,779 |
|
Development Costs |
|
|
629,477 |
|
|
|
854,608 |
|
Asset Retirement Obligation |
|
|
505,283 |
|
|
|
--- |
|
Note |
9 – FAIR VALUE MEASUREMENTS |
The Company uses a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
Level 1 – Unadjusted quoted prices for identical assets or liabilities in active markets.
Level 2 – Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs or significant value drivers are observable.
Level 3 – Unobservable inputs that reflect the Company’s own assumptions.
During 2021 and 2020, there were no transfers into or out of Level 2 or Level 3.
Recurring Fair Value Measurements
Certain of the Company’s assets are reported at fair value in the accompanying consolidated balance sheets on a recurring basis. The Company determined the fair value of equity securities and available-for-sale debt securities using quoted market prices, and where applicable, securities with similar maturity dates and interest rates.
At December 31, 2021 and 2020, the Company’s assets reported at fair value on a recurring basis are summarized as follows:
|
|
2021 |
|
|
|
Level 1 Inputs |
|
|
Level 2 Inputs |
|
|
Level 3 Inputs |
|
Financial Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Equity Securities – |
|
|
|
|
|
|
|
|
|
|
|
|
Domestic Equities |
|
$ |
6,822,808 |
|
|
$ |
--- |
|
|
$ |
--- |
|
International Equities |
|
|
1,856,904 |
|
|
|
--- |
|
|
|
--- |
|
Others |
|
|
462,645 |
|
|
|
--- |
|
|
|
--- |
|
|
|
$ |
9,142,357 |
|
|
$ |
--- |
|
|
$ |
--- |
|
|
|
2020 |
|
|
|
Level 1 Inputs |
|
|
Level 2 Inputs |
|
|
Level 3 Inputs |
|
Financial Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Available-for-Sale Debt Securities – |
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury Bills Maturing in 2021 |
|
$ |
--- |
|
|
$ |
1,515,234 |
|
|
$ |
--- |
|
Equity Securities – |
|
|
|
|
|
|
|
|
|
|
|
|
Domestic Equities |
|
|
1,506,514 |
|
|
|
--- |
|
|
|
--- |
|
International Equities |
|
|
630,494 |
|
|
|
--- |
|
|
|
--- |
|
Others |
|
|
399,474 |
|
|
|
--- |
|
|
|
--- |
|
|
|
$ |
2,536,482 |
|
|
$ |
1,515,234 |
|
|
$ |
--- |
|
Non-recurring Fair Value Measurements
The Company’s asset retirement obligation incurred annually represents non-recurring fair value liabilities. The fair value of the non-financial liabilities incurred was $400,801 in 2021 and $0 in 2020 and was calculated using Level 3 inputs. See Note 2 for more information about this liability and the inputs used for calculating fair value.
The fair value of oil and gas properties used in estimating impairment losses of $1,673,929 for 2021 and $2,517,873 for 2020 were based on Level 3 inputs. See Note 10 for the procedure used for calculating these expenses.
Fair Value of Financial Instruments
The Company’s other financial instruments consist primarily of cash and cash equivalents, trade and notes receivables, trade payables and dividends payable. As of December 31, 2021 and 2020, the historical cost of cash and cash equivalents, trade and notes receivables, trade payables and dividends payable are considered representative of their respective fair values due to the short-term maturities of these items.
Note |
10 – LONG-LIVED ASSETS IMPAIRMENT LOSS |
Certain oil and gas producing properties have been deemed to be impaired because the assets, evaluated on a property-by-property basis, are not expected to recover their entire carrying value through future cash flows. Impairment losses totaling $1,673,929 for 2021 and $2,517,873 for 2020 are included in the consolidated statements of operations in the line-item Depreciation, Depletion, Amortization and Valuation Provisions. The impairments for 2021 and 2020 were calculated by reducing the carrying value of the individual properties to an estimated fair value equal to the discounted present value of the future cash flows from these properties. Forward pricing was used for calculating future revenue and cash flow.
Note |
11 – OTHER INCOME, NET |
The following is an analysis of the components of Other Income, Net:
| | 2021 | | | 2020 | |
Net Realized and Unrealized Gain on | | | | | | | | |
Equity Securities | | $ | 573,631 | | | $ | 433,475 | |
Gain/(Loss) on Asset Sales | | | (184,806 | ) | | | 23,590 | |
Interest Income | | | 23,999 | | | | 147,867 | |
Agricultural Rental Income | | | 5,600 | | | | 5,600 | |
Dividend Income | | | 364,469 | | | | 8,487 | |
Income from Other Investments | | | 3,255 | | | | 241,866 | |
Interest and Other Expenses | | | (76,585 | ) | | | (85,803 | ) |
Other Income, Net | | $ | 709,563 | | | $ | 775,082 | |
Note | 12 – CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS |
The Company is affiliated by common management and ownership with Mesquite Minerals, Inc. (“Mesquite”), Mid-American Oil Company (“Mid-American”) and Lochbuie Limited Liability Company (“Lochbuie”). The Company also owns interests in certain producing and non-producing oil and gas properties as tenants in common with Mesquite, Mid-American and Lochbuie.
Mesquite, Mid-American and Lochbuie share facilities and employees including executive officers with the Company. The Company has been reimbursed for services, facilities and miscellaneous business expenses incurred in 2021 in the amount of $209,187 for Mesquite, $159,001 for Mid-American, and $208,974 for Lochbuie. Reimbursements in 2020 were $201,905 each by Mesquite, Mid-American and Lochbuie. Included in these amounts are each affiliate’s share of salaries. In 2021, the share of salaries paid by Mesquite and Lochbuie were $108,506, and $81,278 for Mid-American. In 2020, the share of salaries paid by Mesquite, Mid-American and Lochbuie was $126,245 each.
The Company purchased working interest properties of Mid-American for $500,469, effective July 1, 2021. Sales price for these properties was determined using risk-adjusted estimated cash flows of the properties as of June 30, 2021. Management believes the amounts paid are reasonable estimates of fair values of the assets acquired.
UNAUDITED SUPPLEMENTAL FINANCIAL INFORMATION
SUPPLEMENTAL SCHEDULE 1
THE RESERVE PETROLEUM COMPANY
WORKING INTEREST RESERVE QUANTITY INFORMATION
(Unaudited)
|
|
Year Ended December 31, |
|
|
|
2021 |
|
|
2020 |
|
Oil and Condensate (Bbls) |
|
|
|
|
|
|
|
|
Proved Developed and Undeveloped Reserves: |
|
|
|
|
|
|
|
|
Beginning of Year |
|
|
221,795 |
|
|
|
331,162 |
|
Revisions of Previous Estimates |
|
|
101,338 |
|
|
|
(65,821 |
) |
Extensions and Discoveries |
|
|
60,609 |
|
|
|
--- |
|
Purchase of Reserves |
|
|
38,079 |
|
|
|
--- |
|
Production |
|
|
(64,547 |
) |
|
|
(43,546 |
) |
End of Year |
|
|
357,274 |
|
|
|
221,795 |
|
|
|
|
|
|
|
|
|
|
Proved Developed Reserves: |
|
|
|
|
|
|
|
|
Beginning of Year |
|
|
221,795 |
|
|
|
314,932 |
|
End of Year |
|
|
357,274 |
|
|
|
221,795 |
|
|
|
|
|
|
|
|
|
|
Gas (MCF) |
|
|
|
|
|
|
|
|
Proved Developed and Undeveloped Reserves: |
|
|
|
|
|
|
|
|
Beginning of Year |
|
|
1,534,311 |
|
|
|
2,460,433 |
|
Revisions of Previous Estimates |
|
|
772,913 |
|
|
|
(524,260 |
) |
Extensions and Discoveries |
|
|
463,536 |
|
|
|
--- |
|
Purchase of Reserves |
|
|
273,660 |
|
|
|
--- |
|
Production |
|
|
(376,338 |
) |
|
|
(401,862 |
) |
End of Year |
|
|
2,668,082 |
|
|
|
1,534,311 |
|
|
|
|
|
|
|
|
|
|
Proved Developed Reserves: |
|
|
|
|
|
|
|
|
Beginning of Year |
|
|
1,534,311 |
|
|
|
2,298,135 |
|
End of Year |
|
|
2,668,082 |
|
|
|
1,534,311 |
|
See notes on next page.
SUPPLEMENTAL SCHEDULE 1
THE RESERVE PETROLEUM COMPANY
WORKING INTEREST RESERVE QUANTITY INFORMATION
(Unaudited)
Notes:
|
1. |
Estimates of royalty interests’ reserves, on properties in which the Company does not own a working interest, have not been included because the information required for the estimation of such reserves is not available. The Company’s share of production from its net royalty interests was 25,618 Bbls of oil and 307,986 MCF of gas for 2021 and 28,425 Bbls of oil and 304,749 MCF of gas for 2020. |
|
2. |
The preceding table sets forth estimates of the Company’s proved oil and gas reserves, together with the changes in those reserves, as prepared by the Company’s engineer for 2021 and 2020. The Company engineer’s qualifications set forth in the Proxy Statement and as incorporated into Item 10 of this Form 10-K, are incorporated herein by reference. All reserves are located within the United States. |
|
3. |
The Company emphasizes that the reserve volumes shown are estimates, which by their nature are subject to revision in the near term. The estimates have been made by utilizing geological and reservoir data, as well as actual production performance data available to the Company. These estimates are reviewed annually and are revised upward or downward as warranted by additional performance data. The Company’s engineer is not independent but strives to use an objective approach in calculating the Company’s working interest reserve estimates. |
|
4. |
The Company’s internal controls relating to the calculation of its working interests’ reserve estimates include review and testing of the accounting data flowing into the calculation of the reserve estimates. In addition, the average oil and natural gas product prices calculated in the engineer’s 2021 summary reserve report was tested by comparison to 2021 average sales price information from the accounting records. |
35
SUPPLEMENTAL SCHEDULE 2
THE RESERVE PETROLEUM COMPANY
STANDARDIZED MEASURE OF DISCOUNTED FUTURE NET CASH FLOWS
RELATING TO PROVED WORKING INTEREST
OIL AND GAS RESERVES
(Unaudited)
|
|
At December 31, |
|
|
|
2021 |
|
|
2020 |
|
|
|
|
|
|
|
|
|
|
Future Cash Inflows |
|
$ |
32,293,498 |
|
|
$ |
9,701,762 |
|
|
|
|
|
|
|
|
|
|
Future Production and Development Costs |
|
|
(16,056,240 |
) |
|
|
(5,910,324 |
) |
|
|
|
|
|
|
|
|
|
Future Asset Retirement Obligation |
|
|
(2,456,290 |
) |
|
|
(1,551,502 |
) |
|
|
|
|
|
|
|
|
|
Future Income Tax Expense |
|
|
(1,048,986 |
) |
|
|
602,785 |
|
|
|
|
|
|
|
|
|
|
Future Net Cash Flows |
|
|
12,731,982 |
|
|
|
2,842,721 |
|
|
|
|
|
|
|
|
|
|
10% Annual Discount for Estimated Timing of Cash Flows |
|
|
(3,892,523 |
) |
|
|
(911,074 |
) |
|
|
|
|
|
|
|
|
|
Standardized Measure of Discounted Future Net Cash Flows |
|
$ |
8,839,459 |
|
|
$ |
1,931,647 |
|
Estimates of future net cash flows from the Company’s proved working interests in oil and gas reserves are shown in the table above. These estimates, which by their nature are subject to revision in the near term, were based on an average monthly product price received by the Company for 2020 and 2021, with no escalation. The development and production costs are based on year-end cost levels, assuming the continuation of existing economic conditions. Cash flows are further reduced by estimated future asset retirement obligations and estimated future income tax expense calculated by applying the current statutory income tax rates to the pretax net cash flows, less depreciation of the tax basis of the properties and depletion applicable to oil and gas production.
36
SUPPLEMENTAL SCHEDULE 3
THE RESERVE PETROLEUM COMPANY
CHANGES IN STANDARDIZED MEASURE OF
DISCOUNTED FUTURE NET CASH FLOWS FROM
PROVED WORKING INTEREST RESERVE QUANTITIES
(Unaudited)
|
|
Year Ended December 31, |
|
|
|
2021 |
|
|
2020 |
|
|
|
|
|
|
|
|
|
|
Standardized Measure, Beginning of Year |
|
$ |
1,931,647 |
|
|
$ |
5,479,471 |
|
|
|
|
|
|
|
|
|
|
Sales and Transfers, Net of Production Costs |
|
|
(3,476,703 |
) |
|
|
(652,984 |
) |
|
|
|
|
|
|
|
|
|
Net Change in Sales and Transfer Prices, Net of Production Costs |
|
|
3,787,887 |
|
|
|
(3,294,788 |
) |
|
|
|
|
|
|
|
|
|
Extensions, Discoveries and Improved Recoveries, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net of Future Production and Development Costs |
|
|
4,294,966 |
|
|
|
--- |
|
|
|
|
|
|
|
|
|
|
Revisions of Quantity Estimates |
|
|
2,934,172 |
|
|
|
(499,405 |
) |
|
|
|
|
|
|
|
|
|
Accretion of Discount |
|
|
326,800 |
|
|
|
1,020,164 |
|
|
|
|
|
|
|
|
|
|
Purchases of Reserves in Place |
|
|
844,340 |
|
|
|
--- |
|
|
|
|
|
|
|
|
|
|
Net Change in Income Taxes |
|
|
(1,188,405 |
) |
|
|
655,408 |
|
|
|
|
|
|
|
|
|
|
Net Change in Asset Retirement Obligation |
|
|
505,283 |
|
|
|
(56,447 |
) |
|
|
|
|
|
|
|
|
|
Changes in Production Rates (Timing) and Other |
|
|
(1,120,528 |
) |
|
|
(719,772 |
) |
|
|
|
|
|
|
|
|
|
Standardized Measure, End of Year |
|
$ |
8,839,459 |
|
|
$ |
1,931,647 |
|